Who's Afraid of the Big bad Scarecrow
by Ghetto Outlaw
Summary: Lee and Amanda thought they had done all they needed to do in Gotham but someone else had a lot more in store for them. A sequel to A Trip Through the Looking Glass.
1. Chapter 1

**Who's Afraid of the Big Bad Scarecrow**

A steady tap, tap, tap echoed in Lee's ears, stirring him to consciousness. He opened his eyes and blinked several times. Slowly, his blurred vision came into focus. He looked around. With the exception of a single light overhead, he was surrounded by darkness. He had no idea where he was but he knew it couldn't be good. He was cuffed to the arms of a chair.

This particular predicament was one to which Lee was no stranger, so while he was concerned, he wasn't overly anxious at this point. He pulled at his restraints, but they didn't yield in the least. He tried to stand with the chair but it appeared to be bolted to the floor. Meanwhile, the tapping continued, and Lee now realized from where it was coming.

Just across from him, about ten feet away, was another chair which as best he could tell, was identical to the one to which he was secured. It looked similar to an old electric chair. It was sturdy, made from thick, hard wood, and had a high back. A hand rested on the top of it and a single finger tapped out a monotonous beat.

"Oh my. Awake already. You _are_ a resilient one."

The dark figure moved around to the front of the chair and eased himself down into it. He sat perfectly still, perfectly straight, his pale bony fingers laced in his lap. Lee studied him intently, trying to glean any information that might be useful. He knew that Gotham was famous for costumed characters but the sight before him was not anything he could have or would have expected.

The man's clothes looked old, very old. His shirt and pants weren't dirty, just ragged and worn. He wore a long tattered coat that fell past the top of his boots and had padded shoulders that were freakishly wide, especially on his lanky frame. Strangest of all, around his neck hung what was unmistakably a hangman's noose.

Though Lee couldn't see his face because of the shadow cast by the wide brim of his hat, he could feel his eyes fixed on him unblinkingly.

"Well, Mr. Stetson," the stranger drawled. His voice was raspy and low. "This is...ironic."

"What is?" Lee ventured to ask.

"You."

"What about me?"

"They told me that they call you...Scarecrow."

"Who told you?"

"That doesn't matter right now."

"It matters to me."

"What should matter to you is why you're here." He chuckled slightly. "At least it would...if you only had a brain," he half sang.

"Why am I here?"

"They call you Scarecrow, Mr. Stetson, but you don't really know anything about fear, _real_ fear. That," he jabbed a finger at him, "is the irony. That is why you're here. So _I_ can teach you all about it."

~o~O~o~

Amanda scanned the room, looking for Lee. Again. She had spent the past twenty minutes walking from one end of the room to the other, trying to find him but he was nowhere to be seen. It was getting late and the crowd was starting to thin out. She looked at her watch. He had told her that he didn't know how long he would be, but it was now after midnight, and she was getting more anxious with each passing minute.

Satisfied that Lee wasn't in the hotel or at least that he wasn't on that floor, Amanda thought she would do better to look outside. She made her way to where most of the remaining party goers were assembled, waiting on one of the four express elevators to the ground floor. She had been in line for a few minutes when she noticed a harried-looking man making his way through the throng, moving in her direction.

"Mrs. King! Mrs. King!" he called out. When he finally reached her, he paused long enough to smooth his suit coat, brush back his hair, and take a breath before continuing. "I beg your pardon, but you are Amanda King, aren't you?"

"Uh, yes," she said a little warily.

"Good. Good. I've been looking for you for some time now. I'm Ray Bolger." He moved closer and lowered his voice, "I'm Scarecrow's contact here in Gotham."

"Oh my gosh. Do you know where he is? I've been looking for him for..."

"Yes, yes," he interrupted. "He sent me to find you."

"Is he okay? Did he say anything? I mean, did he give you some kind of message?"

"Yes. He told me to say, you should just go back to your hotel room, wait there, and don't do anything."

"Oh no," Amanda gasped. "He really is in trouble. I should have known this was going to happen. I didn't like the idea of him going off by himself and not telling me where he was going or what he was doing and then there was all those police sirens and the bat signal. I just knew that had something to do with whatever he was up to, and...I have to save Lee."

"Mrs. King, I really should take you back to your hotel," he demurred.

"Oh, but I just know Lee is in real trouble. Please, if you could just take me to where he is..."

"I...I...Mrs. King, it's..." he said falteringly.

Amanda didn't say anything else. She simply placed a hand on Mr. Bolger's arm and looked at him imploringly.

"Oh...very well. But I'm sure whatever has him tied up can't be that terrible."

~o~O~o~

"Who are you working for?" Lee thought it was a stupid question himself, more like something a gumshoe or a private eye in a corny old black and white movie would ask in this situation, not a trained government agent. But his head was still spinning a little bit, and it was the only thing that came to mind.

"I suppose I should be offended," the stranger said, a slight hint of irritation in his voice, "but that is what you do, isn't it? I mean people like you. You ask questions, some subtle, some direct, but all in the desperate hope that I might betray some tidbit of information you can use." He paused for a moment before continuing, " _I_ do not work for anyone. That, of course, is not to say that my...services can't be contracted."

"And what exactly are your services?"

"I'm a...motivator," came the thoughtful answer. "Have you ever thought about why people do the things they do? They get up early, go to jobs they hate, pay their bills, buy things they don't need, belong to social clubs, see their doctor every year, and on and on and on. Why do they do it? Do you think it's honor? Duty? Nobility? A highly developed sense of responsibility?" He let the words hang between them for a moment. "No. It's fear. Fear of being poor, of not having the same things as their so-called friends, fear of what other people think, fear of getting sick, of dying. Fear is the most powerful motivator...the only one really."

"So you're trying to scare me?"

The figure lunged from the chair, stopping just a few inches from Lee's face. Reflexively, Lee flinched and when he opened his eyes he was face-to-face with...what, he didn't know. The features were mostly recognizable but instead of skin, it looked like burlap that had been crudely stitched together. Where there should have been eyes, there were black holes and a hideously wide, jagged smile stretched nearly the entire width of his head.

"Scare you? Scare you?!" He put his hands over Lee's wrists. His thin build belied the strength of his grip. "Oh...nothing so infantile. I don't scare people. I help them see what's lurking inside them. I help them _experience_ fear in its truest, purest form."

"You...you...look like a...a..."

"Go on. Say the word. You can do it. It's right there, just on the tip of your tongue, waiting."

"A scarecrow."

"No no no no no no no no," he said, punctuating each syllable with a tap of his finger on Lee's forehead. "I," he stood to his full height, "am _the_ Scarecrow. You might be _a_ scarecrow, but I am the definite article you might say."

"You...you're...are you telling me that's your name?" Lee asked incredulously.

"My name? No. Not my name. It is," he moved back and sat down again, "what I am."

"Yeah." He looked around the room again now that his eyes had become more adjusted to the bright light over head and the surrounding darkness. What he could see of the walls were lined with soundproof insulation. To his left was a large mirror, undoubtedly two-way, and to his right was a door. The floor was simple tile and apart from the chairs, the only other thing he could see was a small, wheeled, cloth covered table. "Something tells me this isn't about you being burned up over a code name."

"Indeed not."

"Then what?"

"You are my proof of concept."

Lee didn't answer. He just furrowed his brow in confusion.

"Would it surprise you to know that in your world of spy versus spy, intelligence and counterintelligence, you are among the most coveted human intelligence targets?" He waved a hand dismissively. "No need to be modest Mr. Stetson. While I personally find it difficult to imagine anything of value lurking in that so-called mind of yours, there are people who are willing to pay dearly for the information in your head. Of course, your reputation precedes you. You are regarded by many as impossible to break. It seems that you could be tortured for weeks, and it would come to nothing."

"So...where do _you_ come in?"

"Perhaps I flatter myself, but my reputation precedes me as well. A few days ago, a couple of charming gentlemen paid me a visit. It seems that a certain Yuri Dimitrov..."

"The Russian crime lord who operates out of Gotham?" Lee interjected.

"So...you've heard of him. Impressive. You're better informed than I thought. Well, he told some old friends of his about my...skill set. They believe I can succeed where others have failed."

"Russians," Lee said through clenched teeth. "That would explain _them_." He nodded at the two enormous men who flanked both sides of the door.

"Oh my! Forgive me! Where are my manners? Yuri was gracious enough to provide some manual labor for this enterprise. Allow me to introduce Boris and his friend Boris. For all my genius, I had to finally give up on their actual names.

"Now, getting back to the matter at hand." Scarecrow rose from the chair and wheeled the table over, positioning it between Lee and himself. " _This_ ," he pointed to the table, "is where I come in."

"Like you said, I've been tortured before. What makes you think you can do any better?"

Instead of answering, Scarecrow pulled the cloth aside. On the table was a stainless steel tray. In the center of it was a rubber tourniquet and a syringe filled with a bright gold liquid.

Lee's mind began running through a list of every psychoactive drug he knew, but this wasn't like anything he'd ever seen, and that made him more than a little nervous. "Truth serum?" he asked.

Scarecrow picked up the syringe and removed the cap. "No...nothing so banal." He leaned down over Lee and held the needle in front of his face. "This...this is the stuff dreams are made of...bad dreams. It's your worst fears...distilled...purified." The needle now hovered precariously close to Lee's eye, and a drop of the fluid oozed out of the tip. "Why...it's almost like the touch of God." Suddenly, Scarecrow pulled back. "But we aren't there yet. There still something missing."

At that moment, the door swung open and in stepped Amanda with Mr. Bolger right behind her.

"Lee Stetson. As promised," Mr. Bolger drawled.

"Yes. Yes you did," Amanda said quietly without looking back at him.

"Amanda!" Lee exclaimed.

"Uh...hi Lee," she said with a half-hearted smile, clearly aware that they were both in serious trouble.

"What is she doing here?" Lee asked Scarecrow.

He put the syringe back on the table and crossed the room to where Amanda stood. "Amanda King," he said, sounding like a scientist simply identifying a random specimen that had been placed before him.

"What is she doing here? She doesn't have anything to do with any of this!"

"Oh...but she has everything to do with this. After all, every drug requires an active ingredient."

~o~O~o~

Lee's body tensed. His back arched and he clenched his teeth. He opened and closed his hands several times, gripping the arm rests of the chair, the whole time scowling defiantly at Scarecrow.

"There, there...don't fight it. It's so much less painful if you don't fight," Scarecrow whispered just loudly enough that Amanda could hear.

"What have you done to Lee?!" she yelled.

"I haven't done anything...at least not yet," he replied without looking back.

"What...what are you going to do?" Amanda choked out.

Scarecrow let out a sigh that sounded more like a growl. "I'm going to start by letting him spend a little time with the things that have made him the man he his today...his fears... _all_ his fears." He half-looked over his shoulder. " _That..._ that is what makes _you_ so important."

"I don't understand."

"Oh...don't feel bad about that. Mr. Stetson doesn't either."

"Ama... Amanda," Lee said groggily.

"Ah, this is it, this is it" Scarecrow said as he turned back to Lee.

"Amanda?" Lee's eyes lolled about as if looking for her.

"Yes, Mr. Stetson. She's right here. She's...waiting for you," Scarecrow said tauntingly. He crossed to the door but stopped short just before closing it behind him. "Whether or not you can hold onto her...well..." With that, he left them alone.

"Lee? Lee?"

"Amanda?"

"Yes, do you hear me, Lee?"

He was still looking all about the room, seemingly oblivious to her being only a few feet away.

"Amanda?"

"Lee...I'm right here...please..."

He blinked rapidly several times, drew a few deep breaths, and suddenly seemed very lucid. "Amanda?" he asked very deliberately, looking right at her.

"Oh my gosh. You're okay. I was so worried that man had..."

"Amanda?" he said again as if he hadn't heard her. His eyes narrowed, and his mouth dropped slightly. "What's wrong? Are you...why are you looking at me like that? Amanda...please...just say something..."

"Lee, try to focus. I..."

He began shaking his head from side to side. "No no no no no no no, please...please..." Without warning, his eyes went wild and he screamed, "AMANDA!"

To be continued...


	2. Chapter 2

**Who's Afraid of the Big, Bad Scarecrow?**

 **Part 2**

 _This isn't right_ , a small nagging voice in Lee's head told him. He looked across the front of the house from where he stood on the sidewalk. The familiar white fence, the flowerbeds, the birdbath, the shutters, the sign hanging from the light post with the house number 4247 all told him this was Amanda's house. At least it _looked_ right, but...

He turned around and walked out to the middle of the street. He listened intently for several seconds, but everything was eerily quiet. There wasn't a single sound, no birds chirping, no kids playing, no cars driving around, nothing. In fact, there were no cars anywhere, not in any driveway or along the curb for as far as he could see. By all appearances it was as if the neighborhood were deserted. Even all that taken together might not have shaken him, but mixed with the fact that his car was conspicuously absent and he had no memory of how he had gotten there, that was enough to make him truly worried.

Lee turned back to the house, and much to his surprise, the front door was now open. That small voice was beginning to get louder. Cautiously, he approached. "Amanda?" he called out. There was no answer. Before actually stepping inside, he stuck his head in looked around. No lights were on, and it was every bit as quiet as outside. "Amanda?"

Slowly, he crept past the base of the stairs and into the empty family room. Nothing was out of place; in fact it was immaculately neat and clean. Lee tried the light switch behind him, but the room remained dark. He tried the lamp on the end table by the sofa with the same result. He checked the dining room before looking in the kitchen, listening carefully the whole time, though for what, he wasn't sure.

He moved on to the living room which, like he had half-way expected, was as empty as the rest of the down stairs. "Amanda?" He hoped, rather than believed, at this point he would get a response, and sure enough, there was still nothing.

Convinced that there was no one on the first floor, he started for the stairs to check the bedrooms when he heard the unmistakable voice of Amanda coming from outside, calling his name. "Amanda?" he called back and quickly ran back down stairs and out the back door.

There she was, standing in front of the garage door. Her face was expressionless and still. She stared straight ahead unblinkingly. "Amanda?" Her head lolled to one side and a wisp of a smile came to her lips but she said nothing. "What's wrong?" She opened her eyes wide. "Are you...why are you looking at me like that?" The smile grew wider and wider until it seemed like the corners of her mouth would touch her eyes. "Amanda...please..." he took a step toward her, "just say something..."

Overhead, clouds quickly began to turn black, and everything around grew dark. The wind picked up from a breeze to a gust. The garage groaned and creaked. The door began to splinter and crack inward until, in a sudden implosion, the pieces went flying into a dark swirling vortex. Amanda took a step back toward it.

"No no no no no no no, please...please..." Lee pleaded.

Then, as if being pulled by some invisible force, Amanda was yanked back and disappeared into the darkness.

"AMANDA!"

Without thinking of anything other than needing to save Amanda, Lee charged forward and dove head long into the void. For what seemed like a long time, he kept falling and falling without hitting anything. As he began to wonder if there was a bottom to whatever he was in, he slammed hard face first into something that brought him to a sudden and painful halt.

After several seconds, Lee rolled over on his side and pushed himself up onto his hands and knees. He coughed and sputtered against the warm dusty air around him. Waves of dizziness swept over him, and he thought he might collapse back to the floor, but his trembling arms held, and his head soon stopped spinning, allowing him to get to his feet.

He looked up and around the huge, cavernous space in which he found himself. It was dark, but a spattering of lamps hanging high above cast bright circles of light on the floor directly below and faintly illuminated the surrounding area. His eyes soon adjusted, and he could see well enough to discern that he appeared to be in a warehouse of some sort.

"Amanda?" His voice reverberated all around him.

"Lee...Lee," came the reply. It was distant and faint and carried with it the edge of fear and panic.

"Amanda!" he cried back. "I'm coming!" Lee took off running, winding and weaving his way through the towering stacks of crates that surrounded him.

"Lee!" Every few seconds, she would call his name, but he couldn't get a fix on where the sound was coming from, and he kept having to backtrack as he ran into one dead end after another and another and another.

"Where are you? Just keep calling! I'll find you! I'm going to save you!" He rounded a corner and skidded to a halt.

Standing in front of him, directly underneath one of the lights was a woman. The overhead light cast long shadows on her face, but he still recognized her instantly.

"Like you saved me?"

The name caught in his throat for a second but he finally managed to choke it out. "Dorothy?"

It was his old partner, his friend. She was right there...but..she couldn't be. It was impossible. She died when the Serdeych operation went bad. He was there. He saw it. He watched her die, watched her fall under strafing fire from an attack aircraft. It was the first time he had actually watched someone die like that. It was a memory indelibly etched on his memory. "Dorothy? Is it...I...I'm..."

"Oh, Lee. Trying to save someone again?" she said hoarsely. "What's the matter? Is this all too familiar for you?" She smiled a little. "Is it as familiar as this?" She held out a single rose in a tightly clenched fist.

"No..." Lee croaked.

Blood began to seep through her fingers and her shirt in the spots where Lee remembered the bullets hitting her. "You think you can save Amanda?"

He staggered back and turned away from her but there behind him was someone else he knew all too well. It was another partner, another friend. "Eric?"

"You remember me, Lee? I'm touched. I didn't think you cared."

"You can't be here. You can't! You...you're...you're..."

"I'm what?"

"You're dead. You saved my life. You took a bullet for me." Lee looked back to Dorothy. "You're both dead!"

"Dead," they said in unison, "because of you."

A stream of blood ran down Eric's temple, across his face, and dripped off his jaw. "Everyone who trusts you winds up dead," he said tauntingly.

"Just like everyone you try to save," Dorothy laughed.

"Stop it!" Lee screamed as he turned from one specter to the other and back again. "Stop! Stop!" The laughter echoing around him grew louder and louder. He covered his ears and shut his eyes tightly in a desperate, vain attempt to shut it out. He felt as if his skull would split when everything abruptly fell silent.

Lee sank to his knees. "I'm sorry. I'm sorry," he sobbed. "I didn't mean for any of this to happen."

"Well, well, well."

"Huh?" When Lee looked up, Dorothy and Eric were gone. He was in a room that was empty save for one other person, Scarecrow. He sat in a familiar looking chair, looking down imperiously.

"So, here we are. I told you that I would teach you all about fear." He leaned forward. "I trust that I didn't disappoint. But I'm not here to talk about me. I want to talk about you. I'm absolutely breathless with anticipation to find out what you learned." He sat back. "Along with anything else my...associates might like to hear about."

"What is all this?"

"This, Mr. Stetson, is my moment, our moment. Come now...you can trust me with your deepest, darkest secrets. I _am_ a doctor. Now..." Scarecrow rested his chin on interlaced fingers, "what is on your mind?"

Lee swallowed hard and took a deep breath in through his nose. His head was suddenly clear as he focused on the one thought he could muster in that moment. He wiped at his tears with the back of his hand before looking straight at Scarecrow. "Amanda."

"What?"

"I said...Amanda."

"Lee!" he couldn't see her, but Amanda's voice was clear coming out of the darkness.

The room began to shake violently. A small light appeared behind Scarecrow, but it was growing brighter by the second and soon consumed the entire wall. "What's happening?" Scarecrow cried, a hint of panic in his voice.

"Lee!" Amanda's voice called again.

In the next instant, the chair on which Scarecrow was sitting split down the middle. Scarecrow dove away from it just as the two halves went flying in different directions but no avail as an unseen hand pulled him by the legs toward the light. "What is this?" he screeched as he clawed at the floor, trying to save himself but, in a moment, he was gone.

From the same light that had just swallowed his tormentor, an angelic figure began to take shape, growing closer and becoming clearer until he could see that it was Amanda. "Lee," she said softly, her voice sounding almost musical.

"Amanda?"

"Everything's okay. Please..." she knelt in front of him and took his face in her hands, "come back to me."

Lee felt dizzy and faint, so he closed his eyes, eased himself down to the floor, and lay on his back. "Please...please...please..." Amanda's voice swirled and swan through his head.

When Lee opened his eyes again, Amanda was looking down at him. His head was resting in her lap. "Lee! Lee! Please come back to me. Oh my gosh! Lee!" she said frantically as she lightly slapped his face.

He sat bolt upright and looked all around. Gradually, his memory began to clear. Soundproof walls, chairs, table, one way mirror, kidnaped, Scarecrow. This was the room where it had all happened. Though he wasn't sure exactly what that was.

"Oh, Lee, you're all right!" Amanda exclaimed and threw her arms around him.

"Yeah, I am. Are you okay?"

"I'm fine. I'm fine."

"But...what...where..." he looked over her shoulder at the ominous looking chair, "how did you get free?"

Suddenly, the one way mirror shattered as one of Scarecrow's thugs went flying through it and landed in an unconscious heap on the floor next to them. They looked over just in time to catch a glimpse of a scallop-edged cape flutter past.

"I had a little help," Amanda said meekly.

"Yeah, so I see." Lee took her by the shoulders. "Where is Scarecrow?"

"Oh my gosh, Lee. I just knew you were hurt. What did they do to you? Just try to..."

"No, Amanda. I don't mean _me._ I'm talking about the...the..guy...with the hat...and the face...the...the one who _looks_ like a scarecrow, the man who brought us here."

"Oh! Thank goodness. I was worried that..."

"Amanda," he cut her off firmly but gently.

"I don't know. He ran away as soon as Batman showed up and..."

"Okay, okay. We can worry about him later. Right now, we need to get you out of here." Lee grabbed her by the hand and pulled her over to the door, stopping only long enough to take a look around before stepping out. "It looks clear. Let's go."

The room was built up inside a large warehouse, raised above the floor. They made their way along the steel walkway that wrapped around it until they reached a set of stairs. The two had scarcely made it to the bottom step when they heard a savage growl behind them. They turned just in time to see the now conscious thug they had just left behind come flying at them.

The hulking figure plowed into them with ferocious impact, and all three went to the floor. He grabbed Amanda by the throat. His enormous hand was almost large enough to encircle her entire neck. "Now, zhenshchina, I'm getting out of here, and you are going to make sure that I do!"

He took only one step before lurching forward and releasing his grip on Amanda. Lee had leapt onto his back, wrapping on arm tightly around the man's huge neck and the other around his head. The giant bucked wildy and tried to reach back to get a hold on Lee, but he couldn't get his thick arms back far enough to get a grip. The struggle went on for several seconds until his face began to turn bright red, then purple, and he finally fell to his knees, and at length, he collapsed face down on the concrete.

Lee stood up, gasping for air.

"Oh, Lee!" Amanda exclaimed and threw her arms around his neck. "Are you okay?"

"Yeah, yeah, I'm okay. Everything's okay." He patted her back gently. "And you could have stepped in anytime you know!"

"What? Lee, what are you talking about, I..." she stopped when she realized that he wasn't talking to her. She turned and standing about twenty feet away, partially covered in shadow, was Batman.

"You had it," he said as he glided backwards into the darkness and was gone.

Off in the distance, Lee and Amanda could hear the faint sound of police sirens getting closer.

"Well, here come Gotham's finest," Lee chuckled.

"Is he going to be okay?" Amanda asked, indicating the man on the floor.

"He's just taking a nap but I won't envy the headache he's going to have later." Lee smiled. "Heck of a night, huh?"

"Oh my gosh, yes. Lee," she said, suddenly very serious, "can we go home now?"

"Absolutely. Let's get back to Washington. At least _there_ all the bad guys want to do is kill us!"

~o~O~o~

In a room deep below a nondescript building in an obscure neighborhood on the very edge of what was still considered Gotham, Scarecrow sat in front of a television screen. Again he rewound the surveillance footage from the room where he had been holding Lee and Amanda. He watched Batman release Amanda and leave her to deal with Lee while he dashed off to make quick work of the goons on loan from Dimitrov. _Oh Yuri,_ he thought, _you really should invest in some higher quality help._

Over and over and over he watched Lee struggle against his creation all while the King woman just kept talking to him in that annoyingly calm, still voice of hers. Still, he couldn't help having a begrudging admiration of her calm composure under the circumstances.

Finally, he paused the video at the instant she had taken Lee's face in her hands. He ran a single finger across the warm glass, tracing the outline of Lee's body on the screen. "Yes...resilient indeed. But in my expert medical opinion, I believe you need another session." He took a long, deep breath and let his finger drift over to Amanda. "And I wonder...what is it that you fear?"

He sat in silence for awhile before rising and turning off the monitor, plunging the room into darkness.

"See you both soon."

THE END


End file.
